UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 10, 2022
QuickLogic Corporation
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
of incorporation)
of incorporation)
(Commission
File Number)
File Number)
(IRS Employer
Identification No.)
Identification No.)
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code (408 ) 990-4000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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The
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 10, 2022, QuickLogic Corporation (the “Company”) held its 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”). At the 2022 Annual Meeting, the Company’s stockholders approved the amendment to the Company’s 2019 Stock Plan (the “2019 Stock Plan Amendment”) to increase the maximum aggregate number of shares of common stock available by 900,000, from 1,507,143 to 2,407,143 (plus any shares that may be available under the Company’s legacy 2009 Stock Plan). The previous 2019 Stock Plan Amendment had been approved by the Company’s stockholders at the Company’s 2021 Annual Meeting on May 12, 2021. The Company’s officers and directors are among the persons eligible to receive awards under the 2019 Stock Plan Amendment in accordance with the terms and conditions thereunder.
The description of the 2019 Stock Plan Amendment is qualified in its entirety by reference to the full text of the 2019 Stock Plan Amendment, a copy of which is attached as Exhibit 10.1.
Item 5.07 Submission of Matters to a Vote of Security Holders
A the 2022 Annual Meeting, there were 12,362,334 shares of the Company’s common stock (as of the record date March 14, 2022) entitled to vote, of which 7,640,258 shares of common stock were present in person or represented by proxy, representing 61.18% of total outstanding shares of our common stock entitled to vote.
The final voting results of each proposal are set forth below:
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(i)
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The Company’s stockholders approved the election of the following nominees to serve as Class II directors until the date on which the Annual Meeting of the Stockholders is held in 2025:
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Nominee
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Votes For
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Votes Withheld
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Broker Non-Votes
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Gary Tauss
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3,296,804
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519,151
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3,824,303
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Joyce Kim
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3,789,856
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26,099
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3,824,303
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(ii)
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The Company’s stockholders approved the 2019 Stock Plan Amendment. The votes were as follows:
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Votes For
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Votes Against
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Votes Abstained
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Broker Non-Votes
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3,075,873
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721,664
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18,418
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3,824,303
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The Company’s stockholders ratified the appointment of Moss Adams, LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 1, 2023. The votes were as follows:
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| Votes for | 7,536,768 |
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| Votes Against | 13,196 |
| Abstentions | 90,294 |
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Item 9.01 Financial Statement and Exhibits.
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(d)
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Exhibits
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10.1
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QuickLogic Corporation 2019 Stock Plan as amended |
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| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: May 16, 2022
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QuickLogic Corporation
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/s/ Elias Nader
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Elias Nader
Chief Executive Officer, and Senior VP, Finance
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